0001508033-15-000006 Sample Contracts

SUBSCRIPTION AGREEMENT BETWEEN THE TRUST AND THE INVESTORS
Subscription Agreement • March 30th, 2015 • Vertical Capital Investors Trust

David W. and Tandy R. Ford (the "Purchaser") subscribe to purchase a beneficial interest ("Interest") of the Vertical Capital Innovations MLP Energy Fund ("Fund"), a series of Vertical Capital Investors Trust, in the amount of $5,000.00 for 500 shares at net asset value of $10.00 per share, in consideration for which the Purchaser agrees to transfer to you upon demand cash in the amount of $5,000.00.

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • March 30th, 2015 • Vertical Capital Investors Trust

This Expense Limitation Agreement ("Expense Limitation Agreement") is made and entered into effective as January 30, 2014 by and between the Vertical Capital Investors Trust, a Delaware statutory trust (the "Trust"), on behalf of its series portfolio, the Vertical Capital Innovations MLP Fund (the "Fund"), and Vertical Capital Asset Management, LLC, a Delaware limited liability company (the "Advisor").

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • March 30th, 2015 • Vertical Capital Investors Trust • Delaware

This Investment Sub-advisory Agreement ("Agreement") is made and entered into as of December 11, 2014 by and among Vertical Capital Investors Trust, a Delaware Statutory Trust ("Trust"), Vertical Capital Asset Management, LLC, a Delaware limited liability company ("Adviser") and MAI Capital Management, LLC, an Ohio limited liability company ("Sub-Adviser").

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